AMN 2018 Proxy Statement

COMPENSATION DISCUSSION AND ANALYSIS such peers. Accordingly, the Compensation Committee evaluates and modifies, as appropriate, the members of our peer group annually. We select peers from the healthcare, commercial and professional services industries, and target those companies operating in the recruitment, staffing and management services sectors. Like us, many of our peers are in both the S&P SmallCap 600 Index and the S&P Composite 1500 Index. Our 2017 peer group as determined by our Compensation Committee was as follows: OUR 2017 PEER GROUP Amedisys, Inc. Korn/Ferry International Cross Country Healthcare, Inc. LHC Group, Inc. Healthcare Services Group, Inc. MEDNAX, Inc. Tivity Health, Inc. On Assignment, Inc. Huron Consulting Group Inc. Premier, Inc. Insperity, Inc. Team Health Holdings, Inc. Kforce, Inc. TrueBlue, Inc. Our 2017 peer group ranged from approximately $540 million to $3.38 billion in revenues based on each peer’s most recently reported four fiscal quarters and from approximately $470 million to $4.95 billion in market capitalization. For purposes of comparison, our consolidated revenue for our most recently reported last four fiscal quarters equaled $1.97 billion and our market capitalization as of December 31, 2017 equaled approximately $2.38 billion, placing us fifth in our 2017 peer group for both metrics. As it does annually, in July 2017, the Compensation Committee evaluated our peer group for 2018 using, among other metrics, annual revenue and market capitalization. During its evaluation, the Compensation Committee removed two companies from our 2017 peer group, noting that Team Health Holdings, Inc. was no longer a publicly traded company and that Tivity Health, Inc.‘s revenues and market capitalization was no longer competitive as it had fallen below the 25th percentile of our 2017 peer group. In determining appropriate replacements for the two companies, the Compensation Committee reviewed (1) our 2017 peer group, (2) peers utilized by Institutional Shareholder Services (“ ISS ”) that were not in our 2017 peer group, (3) companies that were not in our 2017 peer group that disclosed us in their proxy statement as part of their peer group and (4) companies within our GICS code that met ISS’s revenue band criteria. Based on its evaluation, the Compensation Committee made the following changes to our peer group effective for 2018: Included for 2018 Removed in 2017 Allscripts Healthcare Solutions, Inc. Team Health Holdings, Inc. Robert Half International Inc. Tivity Health, Inc. 36 AMN HEALTHCARE SERVICES, INC. ⎪ 2018 Proxy Statement